Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

In a Form 8-K dated October 2, 2008, Unisys Corporation disclosed that Greg J. Baroni was no longer serving as senior vice president of the company and as president of its Federal Systems business and that Mr. Baroni was leaving the company. On January 29, 2009, Mr. Baroni and Unisys finalized an agreement setting forth the terms of Mr. Baroni's separation from the company. The agreement provides that Mr. Baroni's resignation as senior vice president and as president of the Federal Systems business was effective October 3, 2008 and that his resignation as an employee was effective October 13, 2008. Pursuant to the agreement, the company agreed to continue Mr. Baroni's base salary and medical and dental benefits until April 13, 2009. If Mr. Baroni obtains full- time employment before that date, the medical and dental benefits will cease. The agreement also provides that, in 2009, Mr. Baroni will remain eligible for 2008 financial counseling services in an amount of up to $5,000. He will be eligible to participate in an outplacement program for six months. The agreement includes non-disparagement and confidentiality provisions. If Mr. Baroni breaches any of these provisions, all compensation and benefits provided to him under the agreement will cease, he will forfeit any rights he may have in any stock options and immediately cease vesting in any restricted stock units, and will be required to repay the company any salary continuation payments made to him pursuant to the agreement. The foregoing description is qualified in its entirety by reference to the full text of the agreement, which is filed as Exhibit 10 hereto.

Item 9.01. Financial Statements and Exhibits

The following exhibit is being filed herewith:

10 Agreement between Unisys Corporation and Greg J. Baroni